Corporate Governance – Our commitment to value-oriented corporate management
The Executive Board and the Supervisory Board of OVB Holding AG are strongly committed to company management geared towards adding value. We welcome and stand by the standards created by virtue of the German Corporate Governance Code ("GCGC") relating to the management and supervision of listed companies. These standards enhance the transparency and efficiency of company management and instil confidence in international and national investors, clients, financial advisors and employees, and the general public.
The Executive Board and the Supervisory Board alike, ensure that OVB monitors its own Corporate Governance structures throughout the group on a regular basis, developing and refining them continually.
For general information concerning the Corporate Governance Code please visit the website of the Government Commission on the German Corporate Governance Code (www.corporate-governance-code.de).
Corporate Governance
Audit Committee
Apart from monitoring the financial accounting process, the Audit Committee concerned itself primarily with the effectiveness of the internal control system, the risk management system and the internal auditing system, the audit of financial statements and the compliance management system. The interim financial reports will be discussed with the Management Board by the Audit Committee prior to publication.
Members
Dr. Thomas A. Lange (Chairman)
Michael Johnigk
Sascha Bassir
Julia Wiens
Nomination and Remuneration Committee
The Nomination and Remuneration suggesting suitable candidates for the Supervisory Board’s election proposals to the Annual General Meeting and dealing with the composition of the Executive Board and questions of its members’ remuneration.
Members
Julia Wiens (Chairwoman)
Michael Johnigk
Statements on Corporate Governance
Declaration on Corporate Governance 2022 of 22 March 2023
Declaration on Corporate Governance 2021 of 18 March 2022
Declaration on Corporate Governance 2020 of 17 March 2021
Corporate governance report and declaration on corporate governance 2019 of 26 February 2020
Statements on Corporate Governance and Corporate Governance Information 2018
Statements on Corporate Governance and Corporate Governance Information 2017
Statements on Corporate Governance and Corporate Governance Information 2016
Statements on Corporate Governance and Corporate Governance Information 2015
Statements on Corporate Governance and Corporate Governance Information 2014
Statements on Corporate Governance and Corporate Governance Report 2013
Declaration of Conformity
OVB Declaration of conformity 2023
OVB Declaration of conformity 2022
OVB Declaration of conformity 2021
OVB Declaration of conformity 2020
OVB Declaration of conformity 2019 - December
OVB Declaration of conformity 2019 - March
OVB Declaration of conformity 2018
OVB Declaration of conformity 2017
OVB Declaration of conformity 2016
OVB Declaration of conformity 2015
OVB Declaration of conformity 2014
OVB Declaration of conformity 2013 - July
OVB Declaration of conformity 2013 - March
Articles of Association
Articles of association of OVB Holding AG
Managers' transactions
The Market Abuse Directive (Article 19, Paragraph 1, MAD) requires the members of the board of management and supervisory board and other executives who are authorized to make material entrepreneurial decisions on the part of the issuer and have regular access to inside information to immediately notify the issuer and Bundesanstalt für Finanzdienstleistungsaufsicht (BaFin German financial supervisory authority) of transactions in shares of the company or financial instruments based on them within three working days. This obligation also extends to other persons who are closely associated with such individual. The company is obliged to immediately publish an announcement that such a transaction subject to notification has taken place.
The requirement for notification is waived for as long as the total volume of transactions undertaken by any individual entrusted with executive power and the person closely associated with that individual is less or equal to 20,000 euros within a calendar year.
Additional information is available on the website of Bundesanstalt für Finanzdienstleistungsaufsicht (BaFin German financial supervisory authority): www.bafin.de
Disclosure of transactions by leading persons pursuant to Article 19, Paragraph 1, Market Abuse Directive
| Date of transaction | Name/reason for the disclosure requirement/ position | Type of the transaction (purchase/sale)/description of the financial instrument and ISIN/place (stock exchange) | Number of items/ price per item/ currency/total amount traded |
|---|---|---|---|
Remuneration of the Board members
The current compensation system for the members of the Managing Board of OVB Holding AG has been in place since fiscal 2021 and was endorsed at the Annual Shareholders’ Meeting on June,9, 2021 by a majority of 94.99.
